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Under new rules included in the Dodd-Frank financial regulations, nearly all public companies must now give shareholders a say on executive pay. Analysts and corporate governance experts are wondering how these votes will play out, even though companies are under no obligation to heed their shareholders’ advice.
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New government regulations put in place after the financial crisis have emboldened some activist shareholders to try again to rein in compensation they deem excessive and undeserved. Although companies will not be bound by such votes, they will have to disclose the results in reports filed with the Securities and Exchange Commission, as well as how they considered the voting in setting subsequent executive pay.
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Two of the most powerful shareholder advisory groups issued highly critical public reports recommending that investors this year vote against H.P.’s executive pay plans and current board members, saying that the company highly overpaid its executives.
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Regulators forced just such a concession with the chief executive of Beazer Homes, Ian J. McCarthy. Though he was not charged personally, in a settlement with the S.E.C. last month, Mr. McCarthy agreed to return $6.5 million in compensation that he had received while the company was accused of filing inaccurate financial statements in 2006. Beazer restated its results for that year and resolved the S.E.C.’s claims in 2008 without paying penalties or admitting any wrongdoing.
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Teamsters Applaud SEC's Navistar Decision Upholding Dodd-FrankEdited for better title.